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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________
FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): August 23, 2023
NVIDIA CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-23985 94-3177549
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2788 San Tomas Expressway, Santa Clara, CA 95051
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 486-2000
Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.001 par value per share NVDA The Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

     Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




Item 2.02 Results of Operations and Financial Condition.
On August 23, 2023, NVIDIA Corporation, or the Company, issued a press release announcing its results for the quarter ended July 30, 2023. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
Attached hereto as Exhibit 99.2 and incorporated by reference herein is financial information and commentary by Colette M. Kress, Executive Vice President and Chief Financial Officer of the Company, regarding results of the quarter ended July 30, 2023, or the CFO Commentary. The CFO Commentary will be posted to http://investor.nvidia.com immediately after the filing of this Current Report.
The press release and CFO Commentary are furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information in this Current Report shall not be incorporated by reference in any filing with the U.S. Securities and Exchange Commission made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
 
Exhibit Description
99.1
99.2
104 The cover page of this Current Report on Form 8-K, formatted in inline XBRL (included as Exhibit 101)





SIGNATURE 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  NVIDIA Corporation
Date: August 23, 2023 By: /s/ Colette M. Kress
  Colette M. Kress
  Executive Vice President and Chief Financial Officer


EX-99.1 2 q2fy24pr.htm Q2FY24 PRESS RELEASE Document

FOR IMMEDIATE RELEASE:
NVIDIA Announces Financial Results for Second Quarter Fiscal 2024
•Record revenue of $13.51 billion, up 88% from Q1, up 101% from year ago
•Record Data Center revenue of $10.32 billion, up 141% from Q1, up 171% from year ago
SANTA CLARA, Calif.—Aug. 23, 2023―NVIDIA (NASDAQ: NVDA) today reported revenue for the second quarter ended July 30, 2023, of $13.51 billion, up 101% from a year ago and up 88% from the previous quarter.
GAAP earnings per diluted share for the quarter were $2.48, up 854% from a year ago and up 202% from the previous quarter. Non-GAAP earnings per diluted share were $2.70, up 429% from a year ago and up 148% from the previous quarter.
“A new computing era has begun. Companies worldwide are transitioning from general-purpose to accelerated computing and generative AI,” said Jensen Huang, founder and CEO of NVIDIA.
“NVIDIA GPUs connected by our Mellanox networking and switch technologies and running our CUDA AI software stack make up the computing infrastructure of generative AI.
“During the quarter, major cloud service providers announced massive NVIDIA H100 AI infrastructures. Leading enterprise IT system and software providers announced partnerships to bring NVIDIA AI to every industry. The race is on to adopt generative AI,” he said.
During the second quarter of fiscal 2024, NVIDIA returned $3.38 billion to shareholders in the form of 7.5 million shares repurchased for $3.28 billion, and cash dividends. As of the end of the second quarter, the company had $3.95 billion remaining under its share repurchase authorization. On August 21, 2023, the Board of Directors approved an additional $25.00 billion in share repurchases, without expiration. NVIDIA plans to continue share repurchases this fiscal year.
NVIDIA will pay its next quarterly cash dividend of $0.04 per share on September 28, 2023, to all shareholders of record on September 7, 2023.
Q2 Fiscal 2024 Summary
GAAP
($ in millions, except earnings per share) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Revenue $13,507 $7,192 $6,704 Up 88% Up 101%
Gross margin 70.1  % 64.6  % 43.5  % Up 5.5 pts Up 26.6 pts
Operating expenses $2,662 $2,508 $2,416 Up 6% Up 10%
Operating income $6,800 $2,140 $499 Up 218% Up 1,263%
Net income $6,188 $2,043 $656 Up 203% Up 843%
Diluted earnings per share $2.48 $0.82 $0.26 Up 202% Up 854%



Non-GAAP
($ in millions, except earnings per share) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Revenue $13,507 $7,192 $6,704 Up 88% Up 101%
Gross margin 71.2  % 66.8  % 45.9  % Up 4.4 pts Up 25.3 pts
Operating expenses $1,838 $1,750 $1,749 Up 5% Up 5%
Operating income $7,776 $3,052 $1,325 Up 155% Up 487%
Net income $6,740 $2,713 $1,292 Up 148% Up 422%
Diluted earnings per share $2.70 $1.09 $0.51 Up 148% Up 429%
Outlook
NVIDIA’s outlook for the third quarter of fiscal 2024 is as follows:
•Revenue is expected to be $16.00 billion, plus or minus 2%.
•GAAP and non-GAAP gross margins are expected to be 71.5% and 72.5%, respectively, plus or minus 50 basis points.
•GAAP and non-GAAP operating expenses are expected to be approximately $2.95 billion and $2.00 billion, respectively.
•GAAP and non-GAAP other income and expense are expected to be an income of approximately $100 million, excluding gains and losses from non-affiliated investments.
•GAAP and non-GAAP tax rates are expected to be 14.5%, plus or minus 1%, excluding any discrete items.
Highlights
NVIDIA achieved progress since its previous earnings announcement in these areas:
Data Center
•Second-quarter revenue was a record $10.32 billion, up 141% from the previous quarter and up 171% from a year ago.
•Announced that the NVIDIA® GH200 Grace™ Hopper™ Superchip for complex AI and HPC workloads is shipping this quarter, with a second-generation version with HBM3e memory expected to ship in Q2 of calendar 2024.
•Announced the NVIDIA L40S GPU — a universal data center processor designed to accelerate the most compute-intensive applications — available from leading server makers in a broad range of platforms, including NVIDIA OVX™ and NVIDIA AI-ready servers with NVIDIA BlueField® DPUs, beginning this quarter.
•Unveiled NVIDIA MGX™, a server reference design available this quarter that lets system makers quickly and cost-effectively build more than 100 server variations for AI, HPC and NVIDIA Omniverse™ applications.
•Announced NVIDIA Spectrum-X™, an accelerated networking platform designed to improve the performance and efficiency of Ethernet-based AI clouds, which is shipping this quarter.
•Joined with global system makers to announce new NVIDIA RTX™ workstations with up to four new NVIDIA RTX 6000 Ada GPUs, as well as NVIDIA AI Enterprise and NVIDIA Omniverse Enterprise software, expected to ship this quarter.
•Launched general availability of cloud instances based on NVIDIA H100 Tensor Core GPUs with Amazon Web Services, Microsoft Azure and regional cloud service providers.



•Partnered with a range of companies on AI initiatives, including:
◦ServiceNow and Accenture to develop AI Lighthouse, a first-of-its-kind program to fast-track the development and adoption of enterprise generative AI capabilities.
◦VMware to extend the companies’ strategic partnership to ready enterprises running VMware’s cloud infrastructure for the era of generative AI with VMware Private AI Foundation with NVIDIA.
◦Snowflake to provide businesses with an accelerated path to create customized generative AI applications using their own proprietary data.
◦WPP to develop a generative AI-enabled content engine that lets creative teams produce high-quality commercial content faster, more efficiently and at scale while staying fully aligned with a client’s brand.
◦SoftBank to create a platform for generative AI and 5G/6G applications based on the GH200, which SoftBank plans to roll out at new, distributed AI data centers across Japan.
◦Hugging Face to give developers access to NVIDIA DGX™ Cloud AI supercomputing within the Hugging Face platform to train and tune advanced AI models.
•Announced NVIDIA AI Workbench, an easy-to-use toolkit allowing developers to quickly create, test and customize pretrained generative AI models on a PC or workstation and then scale them, as well as NVIDIA AI Enterprise 4.0, the latest version of its enterprise software.
•Set records in the latest MLPerf training benchmarks with H100 GPUs, excelling in a new measure for generative AI.
Gaming
•Second-quarter revenue was $2.49 billion, up 11% from the previous quarter and up 22% from a year ago.
•Began shipping the GeForce RTX™ 4060 family of GPUs, bringing to gamers NVIDIA Ada Lovelace architecture and DLSS, starting at $299.
•Announced NVIDIA Avatar Cloud Engine, or ACE, for Games, a custom AI model foundry service using AI-powered natural language interactions to transform games by bringing intelligence to non-playable characters.
•Added 35 DLSS games, including Diablo IV, Ratchet & Clank: Rift Apart, Baldur’s Gate 3 and F1 23, as well as Portal: Prelude RTX, a path-traced game made by the community using NVIDIA’s RTX Remix creator tool.
Professional Visualization
•Second-quarter revenue was $379 million, up 28% from the previous quarter and down 24% from a year ago.
•Announced three new desktop workstation RTX GPUs based on the Ada Lovelace architecture — NVIDIA RTX 5000, RTX 4500 and RTX 4000 — to deliver the latest AI, graphics and real-time rendering, which are shipping this quarter.
•Announced a major release of the NVIDIA Omniverse platform, with new foundation applications and services for developers and industrial enterprises to optimize and enhance their 3D pipelines with OpenUSD and generative AI.



•Joined with Pixar, Adobe, Apple and Autodesk to form the Alliance for OpenUSD to promote the standardization, development, evolution and growth of Universal Scene Description technology.
Automotive
•Second-quarter revenue was $253 million, down 15% from the previous quarter and up 15% from a year ago.
•Announced that NVIDIA DRIVE Orin™ is powering the new XPENG G6 Coupe SUV’s intelligent advanced driver assistance system.
•Partnered with MediaTek, which will develop mainstream automotive systems on chips for global OEMs, which integrate new NVIDIA GPU chiplet IP for AI and graphics.
CFO Commentary
Commentary on the quarter by Colette Kress, NVIDIA’s executive vice president and chief financial officer, is available at https://investor.nvidia.com/.
Conference Call and Webcast Information
NVIDIA will conduct a conference call with analysts and investors to discuss its second quarter fiscal 2024 financial results and current financial prospects today at 2 p.m. Pacific time (5 p.m. Eastern time). A live webcast (listen-only mode) of the conference call will be accessible at NVIDIA’s investor relations website, https://investor.nvidia.com. The webcast will be recorded and available for replay until NVIDIA’s conference call to discuss its financial results for its third quarter of fiscal 2024.
Non-GAAP Measures
To supplement NVIDIA’s condensed consolidated financial statements presented in accordance with GAAP, the company uses non-GAAP measures of certain components of financial performance. These non-GAAP measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP income from operations, non-GAAP other income (expense), net, non-GAAP net income, non-GAAP net income, or earnings, per diluted share, and free cash flow. For NVIDIA’s investors to be better able to compare its current results with those of previous periods, the company has shown a reconciliation of GAAP to non-GAAP financial measures. These reconciliations adjust the related GAAP financial measures to exclude acquisition termination costs, stock-based compensation expense, acquisition-related and other costs, IP-related costs, legal settlement costs, contributions, other, gains and losses from non-affiliated investments, interest expense related to amortization of debt discount, and the associated tax impact of these items where applicable. Free cash flow is calculated as GAAP net cash provided by operating activities less both purchases of property and equipment and intangible assets and principal payments on property and equipment and intangible assets. NVIDIA believes the presentation of its non-GAAP financial measures enhances the user’s overall understanding of the company’s historical financial performance. The presentation of the company’s non-GAAP financial measures is not meant to be considered in isolation or as a substitute for the company’s financial results prepared in accordance with GAAP, and the company’s non-GAAP measures may be different from non-GAAP measures used by other companies.
About NVIDIA
Since its founding in 1993, NVIDIA (NASDAQ: NVDA) has been a pioneer in accelerated computing. The company’s invention of the GPU in 1999 sparked the growth of the PC gaming market, redefined computer graphics, ignited the era of modern AI and is fueling industrial digitalization across markets. NVIDIA is now a full-stack computing company with data-center-scale offerings that are reshaping industry. More information at https://nvidianews.nvidia.com/.
###




For further information, contact:
Simona Jankowski Robert Sherbin
Investor Relations Corporate Communications
NVIDIA Corporation NVIDIA Corporation
sjankowski@nvidia.com rsherbin@nvidia.com
Certain statements in this press release including, but not limited to, statements as to: companies worldwide transitioning from general-purpose to accelerated computing and generative AI; NVIDIA GPUs running CUDA AI software stack making up the computing infrastructure of generative AI; the race to adopt generative AI; NVIDIA’s plans to continue share repurchases; NVIDIA’s next quarterly cash dividend; NVIDIA’s financial outlook and expected tax rates for the third quarter of fiscal 2024; the benefits, impact, performance, features and availability of our products and technologies, including the NVIDIA GH200 Grace Hopper Superchip, NVIDIA L40S GPU, NVIDIA OVX, NVIDIA AI Enterprise, BlueField DPUs, NVIDIA MGX, NVIDIA Omniverse, NVIDIA Spectrum-X, NVIDIA RTX workstations, NVIDIA RTX 6000 Ada GPU, NVIDIA Omniverse Enterprise software, NVIDIA H100 Tensor Core GPU, NVIDIA DGX Cloud AI, NVIDIA AI Workbench, NVIDIA AI Enterprise 4.0, the GeForce RTX 4060 family, NVIDIA Ada Lovelace, DLSS, NVIDIA Avatar Cloud Engine, NVIDIA’s RTX Remix, NVIDIA RTX 5000, RTX 4500 and RTX 4000, and NVIDIA DRIVE Orin; and the benefits and impact of NVIDIA’s partnerships with ServiceNow, Accenture, VMware, Snowflake, WPP, SoftBank, Hugging Face, and MediaTek, and NVIDIA’s Alliance for OpenUSD with Pixar, Adobe, Apple and Autodesk are forward-looking statements that are subject to risks and uncertainties that could cause results to be materially different than expectations. Important factors that could cause actual results to differ materially include: global economic conditions; our reliance on third parties to manufacture, assemble, package and test our products; the impact of technological development and competition; development of new products and technologies or enhancements to our existing product and technologies; market acceptance of our products or our partners’ products; design, manufacturing or software defects; changes in consumer preferences or demands; changes in industry standards and interfaces; unexpected loss of performance of our products or technologies when integrated into systems; as well as other factors detailed from time to time in the most recent reports NVIDIA files with the Securities and Exchange Commission, or SEC, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of reports filed with the SEC are posted on the company’s website and are available from NVIDIA without charge. These forward-looking statements are not guarantees of future performance and speak only as of the date hereof, and, except as required by law, NVIDIA disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.
© 2023 NVIDIA Corporation. All rights reserved. NVIDIA, the NVIDIA logo, BlueField, GeForce, GeForce RTX, NVIDIA DGX, NVIDIA DRIVE Orin, NVIDIA Grace Hopper, NVIDIA Hopper, NVIDIA MGX, NVIDIA Omniverse, NVIDIA OVX, NVIDIA RTX, and NVIDIA Spectrum-X are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and/or other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Features, pricing, availability, and specifications are subject to change without notice.




NVIDIA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share data)
(Unaudited)
  Three Months Ended Six Months Ended
  July 30, 2023 July 31, 2022 July 30, 2023 July 31, 2022
Revenue $ 13,507  $ 6,704  $ 20,699  $ 14,992 
Cost of revenue 4,045  3,789  6,589  6,646 
Gross profit 9,462  2,915  14,110  8,346 
Operating expenses
Research and development 2,040  1,824  3,916  3,443 
Sales, general and administrative 622  592  1,253  1,183 
Acquisition termination cost —  —  —  1,353 
Total operating expenses 2,662  2,416  5,169  5,979 
Operating income 6,800  499  8,941  2,367 
Interest income 187  46  338  64 
Interest expense (65) (65) (131) (132)
Other, net 59  (5) 42  (19)
Other income (expense), net 181  (24) 249  (87)
Income before income tax 6,981  475  9,190  2,280 
Income tax expense (benefit) 793  (181) 958 
Net income $ 6,188  $ 656  $ 8,232  $ 2,274 
Net income per share:
Basic $ 2.50  $ 0.26  $ 3.33  $ 0.91 
Diluted $ 2.48  $ 0.26  $ 3.30  $ 0.90 
Weighted average shares used in per share computation:
Basic 2,473  2,495  2,472  2,500 
Diluted 2,499  2,516  2,495  2,526 







NVIDIA CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
July 30, 2023 January 29, 2023
ASSETS
Current assets:
Cash, cash equivalents and marketable securities $ 16,023  $ 13,296 
Accounts receivable, net 7,066  3,827 
Inventories 4,319  5,159 
Prepaid expenses and other current assets 1,389  791 
Total current assets 28,797  23,073 
Property and equipment, net 3,799  3,807 
Operating lease assets 1,235  1,038 
Goodwill 4,430  4,372 
Intangible assets, net 1,395  1,676 
Deferred income tax assets 5,398  3,396 
Other assets 4,501  3,820 
Total assets $ 49,555  $ 41,182 
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 1,929  $ 1,193 
Accrued and other current liabilities 7,156  4,120 
Short-term debt 1,249  1,250 
Total current liabilities 10,334  6,563 
Long-term debt 8,456  9,703 
Long-term operating lease liabilities 1,041  902 
Other long-term liabilities 2,223  1,913 
Total liabilities 22,054  19,081 
Shareholders' equity 27,501  22,101 
Total liabilities and shareholders' equity $ 49,555  $ 41,182 





NVIDIA CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
Three Months Ended Six Months Ended
July 30, July 31, July 30, July 31,
2023 2022 2023 2022
Cash flows from operating activities:    
Net income $ 6,188  $ 656  $ 8,232  $ 2,274 
Adjustments to reconcile net income to net cash
provided by operating activities:
Stock based compensation expense 842  648  1,576  1,226 
Depreciation and amortization 365  378  749  712 
(Gains) losses on investments in non affiliates, net (60) (45) 24 
Deferred income taxes (746) (443) (1,881) (985)
Acquisition termination cost —  —  —  1,353 
Other (69) (5) (102) 18 
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable (2,986) 120  (3,239) (668)
Inventories 296  (725) 861  (1,285)
Prepaid expenses and other assets (376) (293) (592) (1,554)
Accounts payable 777  304  789  559 
Accrued liabilities and other current liabilities 1,986  633  2,675  1,267 
Other long-term liabilities 131  (10) 236  60 
Net cash provided by operating activities 6,348  1,270  9,259  3,001 
Cash flows from investing activities:
Proceeds from maturities of marketable securities 2,598  5,036  5,111  10,983 
Proceeds from sales of marketable securities —  702  —  1,731 
Purchases of marketable securities (2,542) (3,644) (5,343) (7,576)
Purchase related to property and equipment and intangible assets (289) (433) (537) (794)
Acquisitions, net of cash acquired —  (13) (83) (49)
Investments and other, net (214) (30) (435) (65)
Net cash provided by (used in) investing activities (447) 1,618  (1,287) 4,230 



Three Months Ended Six Months Ended
July 30, July 31, July 30, July 31,
2023 2022 2023 2022
Cash flows from financing activities:
Proceeds related to employee stock plans 247  205 
Payments related to repurchases of common stock (3,067) (3,345) (3,067) (5,341)
Repayment of debt (1,250) —  (1,250) — 
Payments related to tax on restricted stock units (672) (305) (1,179) (837)
Dividends paid (99) (100) (199) (200)
Principal payments on property and equipment and intangible assets (11) (14) (31) (36)
Other —  — 
Net cash used in financing activities (5,098) (3,762) (5,479) (6,208)
Change in cash, cash equivalents, and restricted cash 803  (874) 2,493  1,023 
Cash, cash equivalents, and restricted cash at beginning of period 5,079  3,887  3,389  1,990 
Cash, cash equivalents, and restricted cash at end of period $ 5,882  $ 3,013  $ 5,882  $ 3,013 
Reconciliation of cash, cash equivalents, and restricted cash to the Condensed Consolidated Balance Sheet:
Cash and cash equivalents $ 5,783  $ 3,013  $ 5,783  $ 3,013 
Restricted cash, included in prepaid expenses and other current assets 99  —  99  — 
Total cash, cash equivalents, and restricted cash $ 5,882  $ 3,013  $ 5,882  $ 3,013 
Supplemental disclosures of cash flow information:
Cash paid for income taxes, net $ 227  $ 1,081  $ 328  $ 1,108 



 NVIDIA CORPORATION
 RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
 (In millions, except per share data)
 (Unaudited)
  Three Months Ended Six Months Ended
  July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
GAAP gross profit $ 9,462  $ 4,648  $ 2,915  $ 14,110  $ 8,346 
  GAAP gross margin 70.1  % 64.6  % 43.5  % 68.2  % 55.7  %
Acquisition-related and other costs (A) 119  119  121  239  214 
Stock-based compensation expense (B) 31  27  38  58  76 
IP-related costs —  10  — 
Non-GAAP gross profit $ 9,614  $ 4,802  $ 3,074  $ 14,417  $ 8,636 
  Non-GAAP gross margin 71.2  % 66.8  % 45.9  % 69.7  % 57.6  %
GAAP operating expenses $ 2,662  $ 2,508  $ 2,416  $ 5,169  $ 5,979 
Stock-based compensation expense (B) (811) (708) (611) (1,518) (1,151)
Acquisition-related and other costs (A) (18) (54) (54) (72) (110)
Acquisition termination cost —  —  —  —  (1,353)
Legal settlement costs —  —  —  —  (7)
Contributions —  —  (2) —  (2)
Other (C) —  10  — 
Non-GAAP operating expenses $ 1,838  $ 1,750  $ 1,749  $ 3,589  $ 3,356 
GAAP operating income $ 6,800  $ 2,140  $ 499  $ 8,941  $ 2,367 
Total impact of non-GAAP adjustments to operating income 976  912  826  1,887  2,913 
Non-GAAP operating income $ 7,776  $ 3,052  $ 1,325  $ 10,828  $ 5,280 
GAAP other income (expense), net $ 181  $ 69  $ (24) $ 249  $ (87)
(Gains) losses from non-affiliated investments (62) 14  (46) 24 
Interest expense related to amortization of debt discount
Non-GAAP other income (expense), net $ 120  $ 84  $ (16) $ 205  $ (61)
GAAP net income $ 6,188  $ 2,043  $ 656  $ 8,232  $ 2,274 
Total pre-tax impact of non-GAAP adjustments 915  927  833  1,843  2,940 
Income tax impact of non-GAAP adjustments (D) (363) (257) (197) (622) (478)
Non-GAAP net income $ 6,740  $ 2,713  $ 1,292  $ 9,453  $ 4,736 




Three Months Ended Six Months Ended
July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Diluted net income per share
GAAP $ 2.48  $ 0.82  $ 0.26  $ 3.30  $ 0.90 
Non-GAAP $ 2.70  $ 1.09  $ 0.51  $ 3.79  $ 1.87 
Weighted average shares used in diluted net income per share computation 2,499  2,490  2,516  2,495  2,527 
GAAP net cash provided by operating activities $ 6,348  $ 2,911  $ 1,271  $ 9,259  $ 3,001 
Purchases related to property and equipment and intangible assets (289) (248) (432) (537) (794)
Principal payments on property and equipment and intangible assets (11) (20) (15) (31) (36)
Free cash flow $ 6,048  $ 2,643  $ 824  $ 8,691  $ 2,171 

(A) Acquisition-related and other costs are comprised of amortization of intangible assets, transaction costs, and certain compensation charges and are included in the following line items:
Three Months Ended Six Months Ended
  July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Cost of revenue $ 119  $ 119  $ 121  $ 239  $ 214 
Research and development $ 12  $ 12  $ 10  $ 24  $ 19 
Sales, general and administrative $ $ 42  $ 44  $ 48  $ 91 
(B) Stock-based compensation consists of the following:
Three Months Ended Six Months Ended
July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Cost of revenue $ 31  $ 27  $ 38  $ 58  $ 76 
Research and development $ 600  $ 524  $ 452  $ 1,124  $ 836 
Sales, general and administrative $ 211  $ 184  $ 159  $ 394  $ 315 
(C) Other consists of assets held for sale related adjustments.
(D) Income tax impact of non-GAAP adjustments, including the recognition of excess tax benefits or deficiencies related to stock-based compensation under GAAP accounting standard (ASU 2016-09).






 NVIDIA CORPORATION
 RECONCILIATION OF GAAP TO NON-GAAP OUTLOOK
 Q3 FY2024
Outlook
($ in millions)
GAAP gross margin 71.5  %
Impact of stock-based compensation expense, acquisition-related costs, and other costs 1.0  %
Non-GAAP gross margin 72.5  %
GAAP operating expenses $ 2,950 
Stock-based compensation expense, acquisition-related costs, and other costs (950)
Non-GAAP operating expenses $ 2,000 



EX-99.2 3 q2fy24cfocommentary.htm Q2FY24 CFO COMMENTARY Document


                             nvdalogoa19a.jpg
CFO Commentary on Second Quarter Fiscal 2024 Results
Q2 Fiscal 2024 Summary
GAAP
($ in millions, except earnings per share) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Revenue $13,507 $7,192 $6,704 Up 88% Up 101%
Gross margin 70.1  % 64.6  % 43.5  % Up 5.5 pts Up 26.6 pts
Operating expenses $2,662 $2,508 $2,416 Up 6% Up 10%
Operating income $6,800 $2,140 $499 Up 218% Up 1,263%
Net income $6,188 $2,043 $656 Up 203% Up 843%
Diluted earnings per share $2.48 $0.82 $0.26 Up 202% Up 854%
Non-GAAP
($ in millions, except earnings per share) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Revenue $13,507 $7,192 $6,704 Up 88% Up 101%
Gross margin 71.2  % 66.8  % 45.9  % Up 4.4 pts Up 25.3 pts
Operating expenses $1,838 $1,750 $1,749 Up 5% Up 5%
Operating income $7,776 $3,052 $1,325 Up 155% Up 487%
Net income $6,740 $2,713 $1,292 Up 148% Up 422%
Diluted earnings per share $2.70 $1.09 $0.51 Up 148% Up 429%
Revenue by Reportable Segments
($ in millions) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Compute & Networking $10,402 $4,460 $3,907 Up 133% Up 166%
Graphics 3,105 2,732 2,797 Up 14% Up 11%
Total $13,507 $7,192 $6,704 Up 88% Up 101%
Revenue by Market Platform
($ in millions) Q2 FY24 Q1 FY24 Q2 FY23 Q/Q Y/Y
Data Center $10,323 $4,284 $3,806 Up 141% Up 171%
Gaming 2,486 2,240 2,042 Up 11% Up 22%
Professional Visualization 379 295 496 Up 28% Down 24%
Automotive 253 296 220 Down 15% Up 15%
OEM and Other 66 77 140 Down 14% Down 53%
Total $13,507 $7,192 $6,704 Up 88% Up 101%




We specialize in markets where our computing platforms can provide tremendous acceleration for applications. These platforms incorporate processors, interconnects, software, algorithms, systems, and services to deliver unique value. Our platforms address four large markets where our expertise is critical: Data Center, Gaming, Professional Visualization, and Automotive.
Revenue
Revenue was $13.51 billion, up 101% from a year ago and up 88% sequentially.
Data Center revenue was a record, up 171% from a year ago and up 141% sequentially, led by cloud service providers and large consumer internet companies. Strong demand for the NVIDIA HGX platform based on our Hopper and Ampere GPU architectures was primarily driven by the development of large language models and generative AI. Data Center Compute grew 195% from a year ago and 157% sequentially, largely reflecting the strong ramp of our Hopper-based HGX platform. Networking was up 94% from a year ago and up 85% sequentially, primarily on strong growth in InfiniBand infrastructure to support our HGX platform.
Gaming revenue was up 22% from a year ago and up 11% sequentially, primarily reflecting demand for our GeForce RTX 40 Series GPUs based on the NVIDIA Ada Lovelace architecture following normalization of channel inventory levels.
Professional Visualization revenue was down 24% from a year ago and up 28% sequentially. The year-on-year decrease primarily reflects lower sell-in to partners following normalization of channel inventory levels. The sequential increase was primarily due to stronger enterprise workstation demand and the ramp of NVIDIA RTX products based on the Ada Lovelace Architecture.
Automotive revenue was up 15% from a year ago and down 15% sequentially. The year-on-year increase was primarily driven by sales of self-driving platforms. The sequential decrease primarily reflects lower overall auto demand, particularly in China.
Gross Margin
GAAP and non-GAAP gross margins increased from a year ago and sequentially, primarily reflecting growth in Data Center sales. The year-on-year increase also reflects the impact on the year-ago gross margin from $1.34 billion in inventory provisions and related charges.
Expenses
GAAP operating expenses were up 10% from a year ago and up 6% sequentially, primarily driven by compensation and benefits, including stock-based compensation, reflecting growth in employees and compensation increases.
Non-GAAP operating expenses were up 5% from a year ago and up 5% sequentially, primarily reflecting increased compensation and benefits.
Other Income & Expense and Income Tax
GAAP other income and expense (OI&E) includes interest income, interest expense, gains and losses from non-affiliated investments and other. Non-GAAP OI&E excludes the gains or losses from non-affiliated investments and the portion of interest expense from the amortization of the debt discount.
Interest income was $187 million, up from a year ago and sequentially, reflecting higher yields on investments. Net gains from non-affiliated investments were $62 million due to the mark-to-market of publicly traded equity investments.



GAAP effective tax rate was 11.4%, which reflects tax benefits from the foreign-derived intangible income deduction, stock-based compensation, and the U.S. federal research tax credit. Non-GAAP effective tax rate was 14.6%.
Balance Sheet and Cash Flow
Cash, cash equivalents and marketable securities were $16.02 billion, down from $17.04 billion a year ago and up from $15.32 billion a quarter ago. The year-on-year decrease primarily reflects stock repurchases and repayment of debt at maturity, partially offset by higher revenue. The sequential increase reflects higher revenue, partially offset by stock repurchases and repayment of debt at maturity.
Accounts receivable was $7.07 billion with a DSO of 48. The growth in accounts receivable reflects strong growth in revenue, timing of payments and the linearity of shipments.
Inventory was $4.32 billion with a DSI of 97. Purchase commitments and obligations of inventory and capacity were $11.15 billion and prepaid supply agreements were $3.81 billion. Our commitment increases largely reflect our long-term supply needs for our Data Center products.
Cash flow from operating activities was $6.35 billion, up from $1.27 billion a year ago and $2.91 billion a quarter ago, with both increases driven by higher revenue. Accounts receivable in the second quarter benefited by approximately $1.25 billion from customer payments received ahead of the invoice due date. In the third quarter, we expect to pay approximately $3.81 billion in cash taxes which were previously deferred due to the disaster relief made available by the Internal Revenue Service for certain California taxpayers.
Depreciation and amortization expense was $365 million, including amortization of acquisition-related intangible assets. Starting in fiscal 2024, we extended the useful lives of most of our servers, storage, and network equipment from three years to a range of four to five years, and assembly and test equipment from five to seven years. This change in useful lives drove a favorable impact to operating expenses of $28 million and to cost of goods sold of $5 million in the second quarter.
During the second quarter, we returned $3.38 billion to shareholders in the form of 7.5 million shares repurchased for $3.28 billion, and cash dividends. As of the end of the second quarter, we had $3.95 billion remaining under our share repurchase authorization. On August 21, 2023, our Board of Directors approved an increase to our share repurchase program of an additional $25.00 billion, without expiration. We plan to continue share repurchases this fiscal year.
Third Quarter of Fiscal 2024 Outlook
Outlook for the third quarter of fiscal 2024 is as follows:
•Revenue is expected to be $16.00 billion, plus or minus 2%.
•GAAP and non-GAAP gross margins are expected to be 71.5% and 72.5%, respectively, plus or minus 50 basis points.
•GAAP and non-GAAP operating expenses are expected to be approximately $2.95 billion and $2.00 billion, respectively.
•GAAP and non-GAAP other income and expense are expected to be an income of approximately $100 million, excluding gains and losses from non-affiliated investments.
•GAAP and non-GAAP tax rates are expected to be 14.5%, plus or minus 1%, excluding any discrete items.
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For further information, contact:
Simona Jankowski Robert Sherbin
Investor Relations Corporate Communications
NVIDIA Corporation NVIDIA Corporation
sjankowski@nvidia.com rsherbin@nvidia.com
Non-GAAP Measures
To supplement NVIDIA’s condensed consolidated financial statements presented in accordance with GAAP, the company uses non-GAAP measures of certain components of financial performance. These non-GAAP measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating expenses, non-GAAP income from operations, non-GAAP other income (expense), net, non-GAAP net income, non-GAAP net income, or earnings, per diluted share, and free cash flow. In order for NVIDIA’s investors to be better able to compare its current results with those of previous periods, the company has shown a reconciliation of GAAP to non-GAAP financial measures. These reconciliations adjust the related GAAP financial measures to exclude acquisition termination costs, stock-based compensation expense, acquisition-related and other costs, IP-related costs, legal settlement costs, contributions, other, losses from non-affiliated investments, interest expense related to amortization of debt discount, and the associated tax impact of these items where applicable. Free cash flow is calculated as GAAP net cash provided by operating activities less both purchases of property and equipment and intangible assets and principal payments on property and equipment and intangible assets. NVIDIA believes the presentation of its non-GAAP financial measures enhances the user's overall understanding of the company’s historical financial performance. The presentation of the company’s non-GAAP financial measures is not meant to be considered in isolation or as a substitute for the company’s financial results prepared in accordance with GAAP, and the company’s non-GAAP measures may be different from non-GAAP measures used by other companies.
Certain statements in this CFO Commentary including, but not limited to, statements as to: our computing platforms providing tremendous acceleration for applications and delivering unique value; our expected payment of previously deferred cash taxes; our plan to continue share repurchases; and our financial outlook and expected tax rates for the third quarter of fiscal 2024 are forward-looking statements that are subject to risks and uncertainties that could cause results to be materially different than expectations. Important factors that could cause actual results to differ materially include: global economic conditions; our reliance on third parties to manufacture, assemble, package and test our products; the impact of technological development and competition; development of new products and technologies or enhancements to our existing product and technologies; market acceptance of our products or our partners’ products; design, manufacturing or software defects; changes in consumer preferences or demands; changes in industry standards and interfaces; unexpected loss of performance of our products or technologies when integrated into systems; as well as other factors detailed from time to time in the most recent reports NVIDIA files with the Securities and Exchange Commission, or SEC, including, but not limited to, its annual report on Form 10-K and quarterly reports on Form 10-Q. Copies of reports filed with the SEC are posted on the company’s website and are available from NVIDIA without charge. These forward-looking statements are not guarantees of future performance and speak only as of the date hereof, and, except as required by law, NVIDIA disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.
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 NVIDIA CORPORATION
 RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
 (In millions, except per share data)
 (Unaudited)
  Three Months Ended Six Months Ended
  July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
GAAP gross profit $ 9,462  $ 4,648  $ 2,915  $ 14,110  $ 8,346 
  GAAP gross margin 70.1  % 64.6  % 43.5  % 68.2  % 55.7  %
Acquisition-related and other costs (A) 119  119  121  239  214 
Stock-based compensation expense (B) 31  27  38  58  76 
IP-related costs —  10  — 
Non-GAAP gross profit $ 9,614  $ 4,802  $ 3,074  $ 14,417  $ 8,636 
  Non-GAAP gross margin 71.2  % 66.8  % 45.9  % 69.7  % 57.6  %
GAAP operating expenses $ 2,662  $ 2,508  $ 2,416  $ 5,169  $ 5,979 
Stock-based compensation expense (B) (811) (708) (611) (1,518) (1,151)
Acquisition-related and other costs (A) (18) (54) (54) (72) (110)
Acquisition termination cost —  —  —  —  (1,353)
Legal settlement costs —  —  —  —  (7)
Contributions —  —  (2) —  (2)
Other (C) —  10  — 
Non-GAAP operating expenses $ 1,838  $ 1,750  $ 1,749  $ 3,589  $ 3,356 
GAAP operating income $ 6,800  $ 2,140  $ 499  $ 8,941  $ 2,367 
Total impact of non-GAAP adjustments to operating income 976  912  826  1,887  2,913 
Non-GAAP operating income $ 7,776  $ 3,052  $ 1,325  $ 10,828  $ 5,280 
GAAP other income (expense), net $ 181  $ 69  $ (24) $ 249  $ (87)
(Gains) losses from non-affiliated investments (62) 14  (46) 24 
Interest expense related to amortization of debt discount
Non-GAAP other income (expense), net $ 120  $ 84  $ (16) $ 205  $ (61)
GAAP net income $ 6,188  $ 2,043  $ 656  $ 8,232  $ 2,274 
Total pre-tax impact of non-GAAP adjustments 915  927  833  1,843  2,940 
Income tax impact of non-GAAP adjustments (D) (363) (257) (197) (622) (478)
Non-GAAP net income $ 6,740  $ 2,713  $ 1,292  $ 9,453  $ 4,736 



Three Months Ended Six Months Ended
July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Diluted net income per share
GAAP $ 2.48  $ 0.82  $ 0.26  $ 3.30  $ 0.90 
Non-GAAP $ 2.70  $ 1.09  $ 0.51  $ 3.79  $ 1.87 
Weighted average shares used in diluted net income per share computation 2,499  2,490  2,516  2,495  2,527 
GAAP net cash provided by operating activities $ 6,348  $ 2,911  $ 1,271  $ 9,259  $ 3,001 
Purchases related to property and equipment and intangible assets (289) (248) (432) (537) (794)
Principal payments on property and equipment and intangible assets (11) (20) (15) (31) (36)
Free cash flow $ 6,048  $ 2,643  $ 824  $ 8,691  $ 2,171 

(A) Acquisition-related and other costs are comprised of amortization of intangible assets, transaction costs, and certain compensation charges and are included in the following line items:
Three Months Ended Six Months Ended
  July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Cost of revenue $ 119  $ 119  $ 121  $ 239  $ 214 
Research and development $ 12  $ 12  $ 10  $ 24  $ 19 
Sales, general and administrative $ $ 42  $ 44  $ 48  $ 91 
(B) Stock-based compensation consists of the following:
Three Months Ended Six Months Ended
July 30, April 30, July 31, July 30, July 31,
2023 2023 2022 2023 2022
Cost of revenue $ 31  $ 27  $ 38  $ 58  $ 76 
Research and development $ 600  $ 524  $ 452  $ 1,124  $ 836 
Sales, general and administrative $ 211  $ 184  $ 159  $ 394  $ 315 
(C) Other consists of assets held for sale related adjustments.
(D) Income tax impact of non-GAAP adjustments, including the recognition of excess tax benefits or deficiencies related to stock-based compensation under GAAP accounting standard (ASU 2016-09).




 NVIDIA CORPORATION
 RECONCILIATION OF GAAP TO NON-GAAP OUTLOOK
 Q3 FY2024
Outlook
($ in millions)
GAAP gross margin 71.5  %
Impact of stock-based compensation expense, acquisition-related costs, and other costs 1.0  %
Non-GAAP gross margin 72.5  %
GAAP operating expenses $ 2,950 
Stock-based compensation expense, acquisition-related costs, and other costs (950)
Non-GAAP operating expenses $ 2,000